SEC Form 4 · accession 0001127602-18-008509
TripAdvisor, Inc. · TRIP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
Dermot Halpin
Officer — President, VR and Attractions
Period of report
Feb 22, 2018
Accepted (ET)
Feb 26, 2018 · 7:23 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001526520
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1 | $0.00 | Feb 22, 2018 | A | 24,009 | A | Feb 15, 2019 | Feb 15, 2022 | Common Stock | 24,009 | 24,009 | D |
| Stock Option (Right to Buy)F2 | $41.65 | Feb 22, 2018 | A | 28,326 | A | Feb 15, 2019 | Feb 15, 2022 | Common Stock | 28,326 | 28,326 | D |
| Restricted Stock Units (TSR performance-based)F3,F4 | $0.00 | Feb 22, 2018 | A | 12,004 | A | Dec 31, 2020 | Jan 1, 2021 | Common Stock, Par Value $.001 Per Share | 12,004 | 12,004 | D |
Explanation of responses
- F1The Restricted Stock Units ("RSUs") vest and settle in four equal annual installments commencing on the first anniversary of the date of grant.
- F2The options vest and become exercisable in four equal annual installments commencing on the first anniversary of the date of grant.
- F3The actual number of performance-based RSUs ("PSUs") to vest and settle (with a target of 12,004 PSUs and maximum of 24,008 PSUs) will be based on the extent to which the Issuer's relative total shareholder return ("TSR") equals or exceeds the TSR of the Nasdaq Composite Total Return Index during the performance period beginning January 1, 2018 and ending December 31, 2020.
- F4These PSUs will vest and settle shortly following expiration of the performance period.